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THE ADVISORS’ INNER CIRCLE FUND
Edgewood Growth Fund (the “Fund”)
Supplement dated April 24, 2015
to the Fund’s Prospectus and
Statement of Additional Information (“SAI”),
each dated March 1, 2015
This Supplement provides new and additional information beyond that contained in the
Prospectus and SAI, and should be read in conjunction with the Prospectus and SAI.
Mr. James Robillard no longer serves as a portfolio manager of the Fund. Accordingly, all
references to Mr. James Robillard are hereby deleted from the Prospectus and SAI.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.
EMC-SK-007-0100
DB1/ 83032841.1
THE ADVISORS’ INNER CIRCLE FUND
EDGEWOOD GROWTH FUND
INSTITUTIONAL SHARES TICKER SYMBOL: EGFIX
RETAIL SHARES TICKER SYMBOL: EGFFX
PROSPECTUS
MARCH 1, 2015
Investment Adviser:
Edgewood Management LLC
The U.S. Securities and Exchange Commission has not approved or disapproved
these securities or passed upon the adequacy or accuracy of this prospectus.
Any representation to the contrary is a criminal offense.
About This Prospectus
This prospectus has been arranged into different sections so that you can easily
review this important information. For detailed information about the Fund,
please see:
Edgewood Growth Fund – Institutional Shares...............................................
Investment Objective.................................................................................
Fees and Expenses of the Fund....................................................................
Principal Investment Strategies..................................................................
Principal Risks of Investing in the Fund. .....................................................
Performance Information..........................................................................
Investment Adviser....................................................................................
Portfolio Managers. ................................................................................
1
1
1
2
3
4
6
6
Edgewood Growth Fund – Retail Shares......................................................... 7
Investment Objective................................................................................. 7
Fees and Expenses of the Fund.................................................................... 7
Principal Investment Strategies.................................................................. 8
Principal Risks of Investing in the Fund. ..................................................... 9
Performance Information.......................................................................... 10
Investment Adviser.................................................................................... 12
Portfolio Managers. ................................................................................ 12
Summary Information About the Purchase and Sale of Fund Shares,
Taxes and Financial Intermediary Compensation. ........................................... 13
More Information About Risk. ........................................................................ 14
More Information About Fund Investments...................................................... 15
Information About Portfolio Holdings............................................................ 16
More Information About the Investment Adviser. ............................................ 16
Investment Team.............................................................................................. 17
Purchasing and Selling Fund Shares................................................................. 18
Distribution of Fund Shares............................................................................. 27
Shareholder Servicing Arrangements............................................................... 27
Payments to Financial Intermediaries................................................................ 28
Other Policies................................................................................................. 29
Dividends and Distributions............................................................................. 32
Taxes.............................................................................................................. 33
Financial Highlights........................................................................................ 35
How to Obtain More Information About the Fund............................... Back Cover
Edgewood Growth Fund – Institutional Shares
INVESTMENT OBJECTIVE
The investment objective of the Edgewood Growth Fund (the “Fund”)
is to provide long-term growth of capital.
FEES AND EXPENSES OF THE FUND
This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund.
Annual Fund Operating Expenses (expenses that you pay each year as a
percentage of the value of your investment)
Institutional Shares
Management Fees
1.00%
Other Expenses
0.10%
Total Annual Fund Operating Expenses
1.10%
Less Fee Waivers and/or Expense Reimbursements
(0.10)%
Total Annual Fund Operating Expenses After Fee Waivers
and/or Expense Reimbursements 1
1.00%
1
Edgewood Management LLC (the “Adviser”) has contractually agreed to waive its fees and reimburse
expenses in order to limit the Fund’s Total Annual Fund Operating Expenses After Fee Waivers and/or
Expense Reimbursements (excluding interest, taxes, brokerage commissions, acquired fund fees and
expenses and extraordinary expenses) to an amount equal to the Management Fees until February
28, 2016. This Expense Limitation Agreement may be terminated: (i) by the Board of Trustees (the
“Board”) of The Advisors’ Inner Circle Fund (the “Trust”), for any reason at any time; or (ii) by the
Adviser, upon ninety (90) days’ prior written notice to the Trust, effective as of the close of business
on February 28, 2016.
Example
This Example is intended to help you compare the cost of investing in
the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end
of those periods. The Example also assumes that your investment
has a 5% return each year and that the Fund’s operating expenses
(including one year of capped expenses in each period) remain the
same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:
1 Year
3 Years
5 Years
10 Years
$102
$340
$597
$1,331
1
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys
and sells securities (or “turns over” its portfolio). A higher portfolio
turnover rate may indicate higher transaction costs and may result in
higher taxes when Fund shares are held in a taxable account. These
costs, which are not reflected in total annual fund operating expenses
or in the example, affect the Fund’s performance. During its most
recent fiscal year, the Fund’s portfolio turnover rate was 41% of the
average value of its portfolio.
PRINCIPAL INVESTMENT STRATEGIES
The Fund is non-diversified and primarily invests in a core group of
15-35 equity securities, including both common stocks and sponsored
American Depositary Receipts (“ADRs”). The Fund is flexibly
managed, with the ability to invest in equity securities of a smaller
number of issuers and/or industry sectors than diversified mutual
funds. The Fund focuses on U.S. companies that the Adviser believes
are quality companies with stock that offer the potential for future
price appreciation.
In selecting investments for the Fund, the Adviser seeks to identify
companies possessing fundamentally strong market positions in
growing industries, exceptional earnings power, and consistency of
earnings performance, with a particular focus on growing companies
experiencing superior rates of return over varying economic cycles.
Investment decisions are based upon a fundamental analysis that
emphasizes company-specific research. The goal of the process is to
invest in growth companies in both established and growing industries
that display the following characteristics: a record of consistent
earnings power; an earnings growth rate in excess of the S&P 500
Growth Index; a dominant market position or proven strength;
attractive fundamental financial valuation; superior management;
management/insider ownership; and an industry growth rate in
excess of the growth of gross domestic product (“GDP”). The Fund’s
investments are expected to have a bias toward larger capitalization
issuers (those with market capitalizations in excess of $10 billion),
but the Fund may also invest in small-capitalization (between $100
million and $4 billion) and medium-capitalization (between $4
billion and $10 billion) companies.
The Fund intends to buy and hold securities for the long-term and
seeks to keep moderate portfolio turnover. However, the Adviser may
sell a security in response to deterioration in a company’s business
2
prospects, performance or financial strength, when the security’s
price is no longer justifiable or if the security demonstrates earnings
disappointments.
PRINCIPAL RISKS OF INVESTING IN THE FUND
As with all mutual funds, a shareholder is subject to the risk that
his or her investment could lose money. A Fund share is not a
bank deposit and it is not insured or guaranteed by the FDIC
or any government agency. The principal risk factors affecting
shareholders’ investments in the Fund are set forth below.
Since it purchases equity securities, the Fund is subject to the risk
that stock prices will fall over short or extended periods of time.
Historically, the equity markets have moved in cycles, and the value
of the Fund’s equity securities may fluctuate drastically from day-today. Individual companies may report poor results or be negatively
affected by industry and/or economic trends and developments. The
prices of securities issued by such companies may suffer a decline
in response. These factors contribute to price volatility, which is the
principal risk of investing in the Fund.
The Fund is non-diversified and its investment strategy often results
in a core group of stocks of companies that it believes hold the most
growth potential. As a result, poor performance or adverse economic
events affecting one or more of these companies could have a greater
impact on the Fund than it would on another mutual fund with a
broader range of investments.
To the extent that the Fund invests in small- and medium-capital­
ization companies, the Fund may be subject to additional risk. The
small- and mid-capitalization companies in which the Fund may invest
may be more vulnerable to adverse business or economic events than
larger, more established companies. In particular, these small- and
mid-sized companies may pose additional risks, including liquidity
risk, because these companies tend to have limited product lines,
markets and financial resources, and may depend upon a relatively
small management group. Therefore, small- and mid-cap stocks may
be more volatile than those of larger companies. These securities may
be traded over-the-counter or listed on an exchange.
When the Fund invests in foreign securities, it will be subject to risks
not typically associated with domestic securities. Although ADRs are
an alternative to directly purchasing the underlying foreign securities
in their national markets and currencies, they are also subject to many
of the risks associated with investing directly in foreign securities.
3
Foreign investments can be riskier and more volatile than investments
in the United States. Adverse political and economic developments or
changes in the value of foreign currency can make it difficult for the
Fund to sell its securities and could reduce the value of your shares.
Foreign companies may not be registered with the U.S. Securities and
Exchange Commission (the “SEC”) and are generally not subject to
the regulatory controls imposed on U.S. issuers and, as a consequence,
there is generally less publically available information about foreign
securities than is available about domestic securities. Income from
foreign securities owned by the Fund may be reduced by a withholding
tax at the source, which tax would reduce income received from the
securities comprising the portfolio. Foreign securities may also be
more difficult to value than securities of U.S. issuers.
PERFORMANCE INFORMATION
The bar chart and the performance table below illustrate the risks
and volatility of an investment in the Fund by showing changes in the
Fund’s Institutional Shares’ performance from year to year and by
showing how the Fund’s Institutional Shares’ average annual returns
for 1 and 5 years and since the Fund’s inception compare with those
of a broad measure of market performance. Of course, the Fund’s past
performance (before and after taxes) does not necessarily indicate how
the Fund will perform in the future. Updated performance information
is available on the Fund’s website at www.edgewoodfunds.com or by
calling 1-800-791-4226.
37.19%
30.73%
21.52%
18.72%
12.15%
13.50%
3.73%
(39.14)%
2007
2008
2009
2010
Best Quarter
18.65%
(09/30/2010)
4
2011
2012
Worst Quarter
(26.44)%
(12/31/2008)
2013
2014
Average Annual Total Returns for Periods Ended December 31, 2014
This table compares the Fund’s Institutional Shares’ average annual
total returns for periods ended December 31, 2014 to those of an
appropriate broad based index.
After-tax returns are calculated using the historical highest individual
federal marginal income tax rates and do not reflect the impact of state
and local taxes. Your actual after-tax returns will depend on your tax
situation and may differ from those shown. After-tax returns shown
are not relevant to investors who hold their Fund shares through taxdeferred arrangements, such as 401(k) plans or individual retirement
accounts (“IRAs”).
EDGEWOOD GROWTH FUND INSTITUTIONAL CLASS
1 Year
5 Years
Since
Inception
(2/28/2006)
Fund Return Before Taxes
13.50%
16.55%
9.30%
Fund Return After Taxes on Distributions
12.19%
16.20%
9.07%
Fund Return After Taxes on Distributions and
Sale of Fund Shares
8.64%
13.40%
7.57%
S&P 500 Growth Index Return (reflects no
deduction for fees, expenses, or taxes)
14.89%
16.05%
9.02%
5
INVESTMENT ADVISER
Edgewood Management LLC
PORTFOLIO MANAGERS
Mr. Alan W. Breed, President and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. Lawrence G. Creel, Partner and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. Scott Edwardson, Managing Director, has managed the Fund
since its inception in 2006.
Mr. Alexander Farman-Farmaian, Vice Chairman and Member of
the Board of Managers, has managed the Fund since its inception
in 2006.
Mr. Peter Jennison, Partner and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. James Robillard, Managing Director, has managed the Fund
since its inception in 2006.
Mr. Kevin R. Seth, Partner and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. Nicholas A. Stephens, CFA, Partner and Member of the Board of
Managers, has managed the Fund since its inception in 2006.
For important information about the purchase and sale of Fund shares,
taxes and financial intermediary compensation, please turn to “Summary
Information about the Purchase and Sale of Fund Shares, Taxes and Financial
Intermediary Compensation” on page 13 of the prospectus.
6
Edgewood Growth Fund – Retail Shares
INVESTMENT OBJECTIVE
The investment objective of the Fund is to provide long-term growth
of capital.
FEES AND EXPENSES OF THE FUND
This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund.
Annual Fund Operating Expenses (expenses that you pay each year as a
percentage of the value of your investment)
Retail Shares
Management Fees
1.00%
Distribution (12b-1) Fees
0.25%
Other Expenses
0.20%
Shareholder Servicing Fees
0.10%
Other Operating Expenses
0.10%
Total Annual Fund Operating Expenses
1.45%
Less Fee Waivers and/or Expense Reimbursements
(0.10)%
Total Annual Fund Operating Expenses After Fee Waivers
and/or Expense Reimbursements 1
1.35%
1
Edgewood Management LLC (the “Adviser”) has contractually agreed to waive its fees and reimburse
expenses in order to limit the Fund’s Total Annual Fund Operating Expenses After Fee Waivers and/
or Expense Reimbursements (excluding interest, taxes, brokerage commissions, acquired fund fees
and expenses and extraordinary expenses) to an amount equal to the sum of the Management
Fees, Distribution (12b-1) Fees and Shareholder Servicing Fees until February 28, 2016. This Expense
Limitation Agreement may be terminated: (i) by the Board of Trustees (the “Board”) of The Advisors’
Inner Circle Fund (the “Trust”), for any reason at any time; or (ii) by the Adviser, upon ninety (90)
days’ prior written notice to the Trust, effective as of the close of business on February 28, 2016.
7
Example
This Example is intended to help you compare the cost of investing in
the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end
of those periods. The Example also assumes that your investment
has a 5% return each year and that the Fund’s operating expenses
(including one year of capped expenses in each period) remain the
same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:
1 Year
3 Years
5 Years
10 Years
$137
$449
$783
$1,727
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys
and sells securities (or “turns over” its portfolio). A higher portfolio
turnover rate may indicate higher transaction costs and may result in
higher taxes when Fund shares are held in a taxable account. These
costs, which are not reflected in total annual fund operating expenses
or in the example, affect the Fund’s performance. During its most
recent fiscal year, the Fund’s portfolio turnover rate was 41% of the
average value of its portfolio.
PRINCIPAL INVESTMENT STRATEGIES
The Fund is non-diversified and primarily invests in a core group of
15-35 equity securities, including both common stocks and sponsored
American Depositary Receipts (“ADRs”). The Fund is flexibly
managed, with the ability to invest in equity securities of a smaller
number of issuers and/or industry sectors than diversified mutual
funds. The Fund focuses on U.S. companies that the Adviser believes
are quality companies with stock that offer the potential for future
price appreciation.
In selecting investments for the Fund, the Adviser seeks to identify
companies possessing fundamentally strong market positions in
growing industries, exceptional earnings power, and consistency of
earnings performance, with a particular focus on growing companies
experiencing superior rates of return over varying economic cycles.
Investment decisions are based upon a fundamental analysis that
8
emphasizes company-specific research. The goal of the process is to
invest in growth companies in both established and growing industries
that display the following characteristics: a record of consistent
earnings power; an earnings growth rate in excess of the S&P 500
Growth Index; a dominant market position or proven strength;
attractive fundamental financial valuation; superior management;
management/insider ownership; and an industry growth rate in
excess of the growth of gross domestic product (“GDP”). The Fund’s
investments are expected to have a bias toward larger capitalization
issuers (those with market capitalizations in excess of $10 billion),
but the Fund may also invest in small-capitalization (between $100
million and $4 billion) and medium-capitalization (between $4
billion and $10 billion) companies.
The Fund intends to buy and hold securities for the long-term and
seeks to keep moderate portfolio turnover. However, the Adviser may
sell a security in response to deterioration in a company’s business
prospects, performance or financial strength, when the security’s
price is no longer justifiable or if the security demonstrates earnings
disappointments.
PRINCIPAL RISKS OF INVESTING IN THE FUND
As with all mutual funds, a shareholder is subject to the risk that
his or her investment could lose money. A Fund share is not a
bank deposit and it is not insured or guaranteed by the FDIC
or any government agency. The principal risk factors affecting
shareholders’ investments in the Fund are set forth below.
Since it purchases equity securities, the Fund is subject to the risk
that stock prices will fall over short or extended periods of time.
Historically, the equity markets have moved in cycles, and the value
of the Fund’s equity securities may fluctuate drastically from day-today. Individual companies may report poor results or be negatively
affected by industry and/or economic trends and developments. The
prices of securities issued by such companies may suffer a decline
in response. These factors contribute to price volatility, which is the
principal risk of investing in the Fund.
The Fund is non-diversified and its investment strategy often results
in a core group of stocks of companies that it believes hold the most
growth potential. As a result, poor performance or adverse economic
events affecting one or more of these companies could have a greater
impact on the Fund than it would on another mutual fund with a
broader range of investments.
9
To the extent that the Fund invests in small- and medium-capitalization
companies, the Fund may be subject to additional risk. The smalland mid-capitalization companies in which the Fund may invest
may be more vulnerable to adverse business or economic events than
larger, more established companies. In particular, these small- and
mid-sized companies may pose additional risks, including liquidity
risk, because these companies tend to have limited product lines,
markets and financial resources, and may depend upon a relatively
small management group. Therefore, small- and mid-cap stocks may
be more volatile than those of larger companies. These securities may
be traded over-the-counter or listed on an exchange.
When the Fund invests in foreign securities, it will be subject to risks
not typically associated with domestic securities. Although ADRs are
an alternative to directly purchasing the underlying foreign securities
in their national markets and currencies, they are also subject to many
of the risks associated with investing directly in foreign securities.
Foreign investments can be riskier and more volatile than investments
in the United States. Adverse political and economic developments or
changes in the value of foreign currency can make it difficult for the
Fund to sell its securities and could reduce the value of your shares.
Foreign companies may not be registered with the U.S. Securities and
Exchange Commission (the “SEC”) and are generally not subject to
the regulatory controls imposed on U.S. issuers and, as a consequence,
there is generally less publically available information about foreign
securities than is available about domestic securities. Income from
foreign securities owned by the Fund may be reduced by a withholding
tax at the source, which tax would reduce income received from the
securities comprising the portfolio. Foreign securities may also be
more difficult to value than securities of U.S. issuers.
PERFORMANCE INFORMATION
The bar chart and the performance table below illustrate the risks
and volatility of an investment in the Fund by showing changes in the
Fund’s Retail Shares’ performance from year to year and by showing
how the Fund’s Retail Shares’ average annual returns for 1 and 5 years
and since the Fund’s inception compare with those of a broad measure
of market performance. Of course, the Fund’s past performance
(before and after taxes) does not necessarily indicate how the Fund
will perform in the future. Updated performance information is
available on the Fund’s website at www.edgewoodfunds.com or by
calling 1-800-791-4226.
10
37.59%
30.94%
21.13%
18.64%
11.97%
13.04%
3.53%
2007
(39.90)%
2008 2009
2010
2011
2012
Best Quarter
Worst Quarter
18.97%
(09/30/2010)
(26.89)%
(12/31/2008)
2013
2014
Average Annual Total Returns for Periods Ended December 31, 2014
This table compares the Fund’s Retail Shares’ average annual total
returns for periods ended December 31, 2014 to those of an appropriate
broad based index.
After-tax returns are calculated using the historical highest individual
federal marginal income tax rates and do not reflect the impact of state
and local taxes. Your actual after-tax returns will depend on your tax
situation and may differ from those shown. After-tax returns shown
are not relevant to investors who hold their Fund shares through taxdeferred arrangements, such as 401(k) plans or individual retirement
accounts (“IRAs”).
EDGEWOOD GROWTH FUND - RETAIL CLASS
1 Year
5 Years
Since
Inception
(2/28/2006)
Fund Returns Before Taxes
13.04%
16.42%
9.01%
Fund Returns After Taxes on Distributions
11.70%
16.07%
8.78%
Fund Returns After Taxes on Distributions
and Sale of Fund Shares
8.40%
13.29%
7.32%
S&P 500 Growth Index Return (reflects no
deduction for fees, expenses, or taxes)
14.89%
16.05%
9.02%
11
INVESTMENT ADVISER
Edgewood Management LLC
PORTFOLIO MANAGERS
Mr. Alan W. Breed, President and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. Lawrence G. Creel, Partner and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. Scott Edwardson, Managing Director, has managed the Fund
since its inception in 2006.
Mr. Alexander Farman-Farmaian, Vice Chairman and Member of
the Board of Managers, has managed the Fund since its inception in
2006.
Mr. Peter Jennison, Partner and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. James Robillard, Managing Director, has managed the Fund
since its inception in 2006.
Mr. Kevin R. Seth, Partner and Member of the Board of Managers,
has managed the Fund since its inception in 2006.
Mr. Nicholas A. Stephens, CFA, Partner and Member of the Board of
Managers, has managed the Fund since its inception in 2006.
For important information about the purchase and sale of Fund shares,
taxes and financial intermediary compensation, please turn to “Summary
Information about the Purchase and Sale of Fund Shares, Taxes and Financial
Intermediary Compensation” on page 13 of the prospectus.
12
Summary Information about the Purchase and
Sale of Fund Shares, Taxes and Financial
Intermediary Compensation
Purchase and Sale of Fund Shares
To purchase shares of the Fund for the first time, you must invest
at least $100,000 for Institutional Shares (including for IRAs) and
at least $3,000 for Retail Shares ($2,000 for IRAs). The Fund may
accept investments of smaller amounts in its sole discretion. There are
no minimums for subsequent investments.
If you own your shares directly, you may redeem your shares on
any day that the New York Stock Exchange (“NYSE”) is open for
business by contacting the Fund directly by mail or telephone at
1-800-791-4226.
If you own your shares through an account with a broker or other
institution, contact that broker or institution to redeem your shares.
Your broker or institution may charge a fee for its services in addition
to the fees charged by the Fund.
Tax Information
The Fund intends to make distributions that may be taxed as
ordinary income or capital gains, unless you are investing through
a tax-deferred arrangement, such as a 401(k) plan or IRA, in which
case your distribution will be taxed when withdrawn from the taxdeferred account.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you purchase shares of the Fund through a broker-dealer or other
financial intermediary (such as a bank), the Fund and its related
companies may pay the intermediary for the sale of Fund shares and
related services. These payments may create a conflict of interest
by influencing the broker-dealer or other intermediary and your
salesperson to recommend the Fund over another investment. Ask
your salesperson or visit your financial intermediary’s web site for
more information.
13
MORE INFORMATION ABOUT RISK
Investing in the Fund involves risk and there is no guarantee that
the Fund will achieve its goal. The Adviser’s judgments about the
markets, the economy or companies may not anticipate actual market
movements, economic conditions or company performance, and these
judgments may affect the return on your investment. In fact, no
matter how good a job the Adviser does, you could lose money on your
investment in the Fund, just as you could with similar investments.
The value of your investment in the Fund is based on the value of the
securities the Fund holds. These prices change daily due to economic
and other events that affect particular companies and other issuers.
These price movements, sometimes called volatility, may be greater
or lesser depending on the types of securities the Fund owns and the
markets in which they trade. The effect on the Fund of a change in
the value of a single security will depend on how widely the Fund
diversifies its holdings.
Equity Risk - Equity securities include publicly and privately issued
equity securities, common and preferred stocks, warrants, rights
to subscribe to common stock and convertible securities, as well
as instruments that attempt to track the price movement of equity
indices. Investments in equity securities and equity derivatives in
general are subject to market risks that may cause their prices to
fluctuate over time. The value of such securities convertible into
equity securities, such as warrants or convertible debt, is also affected
by prevailing interest rates, the credit quality of the issuer and any
call provision. Fluctuations in the value of equity securities in which
a mutual fund invests will cause the fund’s net asset value (“NAV”)
to fluctuate. An investment in a portfolio of equity securities may be
more suitable for long-term investors who can bear the risk of these
share price fluctuations.
Foreign Security Risk - Investments in securities of foreign companies
or governments (including direct investments as well as through
ADRs) can be more volatile than investments in U.S. companies
or governments. Diplomatic, political, or economic developments,
including nationalization or appropriation, could affect investments
in foreign companies. Foreign securities markets generally have less
trading volume and less liquidity than U.S. markets. In addition, the
value of securities denominated in foreign currencies, and of dividends
from such securities, can change significantly when foreign currencies
strengthen or weaken relative to the U.S. dollar. Financial statements
of foreign issuers are governed by different accounting, auditing, and
14
financial reporting standards than the financial statements of U.S.
issuers and may be less transparent and uniform than in the United
States. Thus, there may be less information publicly available about
foreign issuers than about most U.S. issuers. Transaction costs are
generally higher than those in the United States and expenses for
custodial arrangements of foreign securities may be somewhat greater
than typical expenses for custodial arrangements of similar U.S.
securities. Some foreign governments levy withholding taxes against
dividend and interest income. Although in some countries a portion of
these taxes are recoverable, the non-recovered portion will reduce the
income received from the securities comprising the portfolio.
MORE INFORMATION ABOUT FUND INVESTMENTS
The investment objective of the Fund is to provide long-term growth
of capital. This investment objective may be changed without
shareholder approval.
The investments and strategies described in this prospectus are those
that the Fund uses under normal conditions. In the event that the
Adviser determines that securities meeting the Fund’s investment
objectives are not readily available for purchase, the Fund may hold
uninvested assets in cash or money market instruments in order to
maintain liquidity. In addition, during unusual economic or market
conditions, or for temporary defensive purposes, the Fund may invest
up to 100% of its assets in money market instruments and other cash
equivalents that would not ordinarily be consistent with its investment
objectives. If the Fund invests in this manner, it may not achieve its
investment objective. The Fund will only make temporary defensive
investments if the Adviser believes that the risk of loss outweighs the
opportunity for growth of total return.
This prospectus describes the Fund’s principal investment strategies,
and the Fund will normally invest in the types of securities described
in this prospectus. In addition to the investments and strategies
described in this prospectus, the Fund also may invest to a lesser
extent in other securities, use other strategies and engage in other
investment practices that are not part of its principal investment
strategy. These investments and strategies, as well as those described
in this prospectus, are described in detail in the Fund’s Statement of
Additional Information (“SAI”) (for information on how to obtain a
copy of the SAI see the back cover of this prospectus). Of course, there
is no guarantee that the Fund will achieve its investment goal.
15
INFORMATION ABOUT PORTFOLIO HOLDINGS
The Fund generally publishes a complete alphabetical list of its
portfolio holdings on a quarterly basis, forty-five (45) days after the
end of the fiscal quarter. The portfolio information described above
can be found on the internet at http://aicfundholdings.com/edgewood.
The information will generally remain available until replaced by new
portfolio holdings information as described above. The Adviser may
exclude any portion of the Fund’s portfolio holdings from publication
when deemed to be in the best interest of the Fund. Please consult the
Fund’s SAI for a full description of the policies and procedures that
govern disclosure of the Fund’s portfolio holdings.
MORE INFORMATION ABOUT THE INVESTMENT ADVISER
Edgewood Management LLC is a New York limited liability company
formed in 2006 and is the successor to Edgewood Management
Company, founded in 1974. The Adviser is located at 535 Madison
Avenue, 15th Floor, New York, New York 10022. As of December 31,
2014, the Adviser had approximately $11.1 billion in assets under
management.
The Adviser makes investment decisions for the Fund and continuously
reviews, supervises and administers the Fund’s investment program.
The Board supervises the Adviser and establishes policies that the
Adviser must follow in its management activities. For its services, the
Adviser is entitled to a fee, which is calculated daily and paid monthly,
at an annual rate of 1.00% based on the average daily net assets of
the Fund. The Adviser has contractually agreed to waive its fees and
reimburse expenses in order to limit the Fund’s total annual fund
operating expenses (excluding interest, taxes, brokerage commissions,
acquired fund fees and expenses and extraordinary expenses) to an
amount equal to the sum of the management fees, and, to the extent
incurred, distribution (12b-1) fees and shareholder servicing fees
until February 28, 2016. For the fiscal year ended October 31, 2014,
the Fund paid 0.90% of its average daily net assets (after fee waivers)
in advisory fees to the Adviser.
A discussion regarding the basis for the Board’s approval of the Fund’s
investment advisory agreement will be available in the Fund’s SemiAnnual Report to Shareholders dated April 30, 2015, which will cover
the period from November 1, 2014 to April 30, 2015.
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INVESTMENT TEAM
The Edgewood Growth Fund is managed by a team of investment
professionals. The following members of the investment team are
jointly and primarily responsible for the day-to-day management of
the Fund and have served on the portfolio management team of the
Fund since its inception in 2006.
Mr. Alan W. Breed joined the Adviser in 1994 as a Partner and has
served as President of the Adviser since June 1998, after serving as a
Managing Director from January 1994 to June 1998. Mr. Breed has
more than 30 years of investment experience.
Mr. Lawrence G. Creel has served as a Partner of the Adviser since
February 1997. Mr. Creel has more than 30 years of investment
experience.
Mr. Scott Edwardson has served as Managing Director of the Adviser
since December 2010, after serving as Senior Research Analyst of the
Adviser from May 2000 to December 2010. Mr. Edwardson has more
than 15 years of investment experience.
Mr. Alexander Farman-Farmaian has served as Vice Chairman and
Partner of the Adviser since January 2006. Mr. Farman-Farmaian
has more than 27 years of investment experience.
Mr. Peter Jennison has served as a Partner of the Adviser since January
2006. Mr. Jennison has more than 29 years of investment experience.
Mr. James Robillard has served as Managing Director of the Adviser
since December 2010, after serving as Senior Research Analyst of the
Adviser from July 2004 to December 2010. Mr. Robillard has more
than 16 years of investment experience.
Mr. Kevin R. Seth has served as a Partner of the Adviser since February
1995. Mr. Seth has more than 32 years of investment experience.
Mr. Nicholas A. Stephens, CFA, has served as a Partner of the
Adviser since January 1993. Mr. Stephens has more than 30 years of
investment experience.
The Fund’s SAI provides additional information about the portfolio
managers’ compensation, other accounts managed, and ownership of
Fund shares.
17
PURCHASING AND SELLING FUND SHARES
This section tells you how to purchase and sell (sometimes called
“redeem”) Retail and Institutional Shares of the Fund.
How to Choose a Share Class
The Fund offers two classes of shares to investors, Institutional Shares
and Retail Shares. Each share class has its own shareholder eligibility
criteria, investment minimums, cost structure and other features.
The following summarizes the primary features of Institutional
Shares and Retail Shares. Contact your financial intermediary or the
Fund for more information about the Fund’s share classes and how to
choose between them.
Class Name
Eligible Investors
Investment Minimums
Fees
Institutional Shares
Primarily institutional
investors
Initial – $100,000,
including for IRAs
No 12b-1 Fee
Subsequent – None
Retail Shares
Primarily individual
investors
Initial – $3,000
($2,000 for IRAs)
Subsequent – None
No shareholder
servicing fee
0.25% 12b-1 Fee
Shareholder servicing
fee in an amount not
to exceed 0.25%
Institutional Shares and Retail Shares are offered to investors who
purchase shares directly from the Fund or through certain financial
intermediaries such as financial planners, investment advisors, brokerdealers or other financial institutions. An investor may be eligible to
purchase more than one share class. However, if you purchase shares
through a financial intermediary, you may only purchase that class
of shares which your financial intermediary sells or services. Your
financial intermediary can tell you which class of shares is available
through the intermediary.
The Fund reserves the right to change the criteria for eligible investors
and accept investments of smaller amounts in its sole discretion.
For information regarding the federal income tax consequences of
transactions in shares of the Fund, including information about cost
basis reporting, see “Taxes.”
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How to Purchase Fund Shares
To purchase shares directly from the Fund through its transfer agent,
complete and send in the application. If you need an application or
have questions, please call 1-800-791-4226.
All investments must be made by check, Automated Clearing House
(“ACH”), or wire. All checks must be made payable in U.S. dollars
and drawn on U.S. financial institutions. The Fund does not accept
purchases made by third-party checks, credit cards, credit card
checks, cash, traveler’s checks, money orders or cashier’s checks.
The Fund reserves the right to reject any specific purchase order
for any reason. The Fund is not intended for short-term trading
by shareholders in response to short-term market fluctuations. For
more information about the Fund’s policy on short-term trading, see
“Excessive Trading Policies and Procedures.”
The Fund does not generally accept investments by non-U.S. persons.
Non-U.S. persons may be permitted to invest in the Fund subject to
the satisfaction of enhanced due diligence. Please contact the Fund for
more information.
By Mail
Regular Mail Address
Edgewood Growth Fund
P.O. Box 219009
Kansas City, MO 64121-9009
Express Mail Address
Edgewood Growth Fund
c/o DST Systems, Inc.
430 West 7th Street
Kansas City, MO 64105
The Fund does not consider the U.S. Postal Service or other
independent delivery services to be its agent. Therefore, deposit in
the mail or with such services of purchase orders does not constitute
receipt by the Fund’s transfer agent. The share price used to fill the
purchase order is the next price calculated by the Fund after the
Fund’s transfer agent receives the order in proper form at the P.O. Box
provided for regular mail delivery or the office address provided for
express mail delivery.
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By Wire
To open an account by wire, call 1-800-791-4226 for details. To add
to an existing account by wire, wire your money using the wiring
instructions set forth below (be sure to include the Fund name, the
share class and your account number).
Wiring Instructions
UMB Bank, N.A.
ABA#: 101000695
Edgewood Growth Fund
DDA# 9870523965
Ref: account number/account name
Retail Shares − By Automatic Investment Plan (via ACH)
You may not open an account via ACH. However, once you have
established an account, you can set up an automatic investment plan
by mailing a completed application to the Fund. Purchases can be
made monthly, quarterly, semi-annually, or annually in amounts of at
least $100. To cancel or change a plan, write to the Fund at: Edgewood
Growth Fund, P.O. Box 219009, Kansas City, MO 64121-9009 (Express
Mail Address: Edgewood Growth Fund, c/o DST Systems, Inc., 430
West 7th Street, Kansas City, MO 64105). Please allow up to 15 days
to create the plan and 3 days to cancel or change it.
Purchases In-Kind
Subject to the approval of the Fund, an investor may purchase shares
of the Fund with liquid securities and other assets that are eligible for
purchase by the Fund (consistent with the Fund’s investment policies
and restrictions) and that have a value that is readily ascertainable in
accordance with the Fund’s valuation policies. These transactions will
be effected only if the Adviser deems the security to be an appropriate
investment for the Fund. Assets purchased by the Fund in such a
transaction will be valued in accordance with procedures adopted by
the Fund. The Fund reserves the right to amend or terminate this
practice at any time.
General Information
You may purchase shares on any day that the NYSE is open for
business (a “Business Day”). Shares cannot be purchased by Federal
Reserve wire on days either the NYSE or the Federal Reserve is closed.
The price per share (the offering price) will be the NAV per share
20
next-determined after the Fund or authorized institution receives your
purchase order in proper form. “Proper form” means that the Fund
is provided a complete and signed account application, including
the investor’s social security number, tax identification number, and
other identification required by law or regulation.
The Fund calculates its NAV once each Business Day as of the close
of normal trading on the NYSE (normally, 4:00 p.m., Eastern Time).
To receive the current Business Day’s NAV, the Fund or authorized
institution must receive your purchase order in proper form before
4:00 p.m., Eastern Time. If the NYSE closes early - such as on days in
advance of certain holidays - the Fund reserves the right to calculate
NAV as of the earlier closing time. The Fund will not accept orders
that request a particular day or price for the transaction or any other
special conditions.
Shares will not be priced on days that the NYSE is closed for trading,
including nationally observed holidays. Since securities that are
traded on foreign exchanges may trade on days when the NYSE
is closed, the value of the Fund may change on days when you are
unable to purchase or redeem shares.
Buying or Selling Shares through a Financial Intermediary
In addition to being able to buy and sell Fund shares directly from
the Fund through its transfer agent, you may also buy or sell shares
of the Fund through accounts with financial intermediaries such as
brokers and other institutions that are authorized to place trades in
Fund shares for their customers. When you purchase or sell Fund
shares through a financial intermediary (rather than directly from
the Fund), you may have to transmit your purchase and sale requests
to the financial intermediary at an earlier time for your transaction
to become effective that day. This allows the financial intermediary
time to process your requests and transmit them to the Fund prior
to the time the Fund calculates its NAV that day. Your financial
intermediary is responsible for transmitting all purchase and
redemption requests, investment information, documentation and
money to the Fund on time. If your financial intermediary fails to do
so, it may be responsible for any resulting fees or losses. Unless your
financial intermediary is an authorized institution (defined below),
orders transmitted by the financial intermediary and received by the
Fund after the time NAV is calculated for a particular day will receive
the following day’s NAV.
21
Certain financial intermediaries, including certain broker-dealers and
shareholder organizations, are authorized to act as agent on behalf of
the Fund with respect to the receipt of purchase and redemption orders
for Fund shares (“authorized institutions”). Authorized institutions
are also authorized to designate other intermediaries to receive
purchase and redemption orders on the Fund’s behalf. The Fund will
be deemed to have received a purchase or redemption order when
an authorized institution or, if applicable, an authorized institution’s
designee, receives the order. Orders will be priced at the Fund’s NAV
next computed after they are received by an authorized institution
or an authorized institution’s designee. To determine whether your
financial intermediary is an authorized institution or an authorized
institution’s designee such that it may act as agent on behalf of the
Fund with respect to purchase and redemption orders for Fund shares,
you should contact them directly.
If you deal directly with a financial intermediary, you will have to
follow its procedures for transacting with the Fund. Your financial
intermediary may charge a fee for your purchase and/or redemption
transactions. For more information about how to purchase or sell
Fund shares through a financial intermediary, you should contact
your financial intermediary directly.
How the Fund Calculates NAV
NAV for one Fund share is the value of that share’s portion of the net
assets of the Fund. In calculating NAV, the Fund generally values its
investment portfolio at market price. If market prices are not readily
available or the Fund reasonably believes that they are unreliable,
such as in the case of a security value that has been materially
affected by events occurring after the relevant market closes, the
Fund is required to price those securities at fair value as determined
in good faith using methods approved by the Board. Pursuant to
the policies adopted by, and under the ultimate supervision of the
Board, these methods are implemented through the Fund’s Fair Value
Pricing Committee, members of which are appointed by the Board.
The Fund’s determination of a security’s fair value price often involves
the consideration of a number of subjective factors, and is therefore
subject to the unavoidable risk that the value that the Fund assigns to
a security may be higher or lower than the security’s value would be
if a reliable market quotation for the security was readily available.
22
Although the Fund invests primarily in the stocks of U.S. companies
that are traded on U.S. exchanges, there may be limited circumstances
in which the Fund would price such securities at fair value−for
example, if the exchange on which a portfolio security is principally
traded closed early or if trading in a particular security was halted
during the day and did not resume prior to the time the Fund
calculated its NAV.
With respect to non-U.S. securities held by the Fund, the Fund may
take factors influencing specific markets or issuers into consideration
in determining the fair value of a non-U.S. security. Foreign securities
markets may be open on days when the U.S. markets are closed. In
such cases, the value of any foreign securities owned by the Fund may
be significantly affected on days when investors cannot buy or sell
shares. In addition, due to the difference in times between the close
of the foreign markets and the time the Fund prices its shares, the
value the Fund assigns to securities generally will not be the same
as the quoted or published prices of those securities on their primary
markets or exchanges. In determining fair value prices, the Fund may
consider any relevant information related to the securities, such as
the performance of securities on their primary exchanges, foreign
currency appreciation/depreciation or securities market movements
in the United States.
Minimum Investments
To purchase Institutional Shares of the Fund for the first time,
including an initial purchase through an IRA, you must invest at least
$100,000. To purchase shares of the Retail Shares of the Fund for the
first time, you must invest at least $3,000 ($2,000 for an IRA). There
are no minimums for subsequent investments. The Fund may accept
investments of smaller amounts in its sole discretion.
Fund Codes
The Fund’s reference information listed below will be helpful to you
when you contact the Fund to purchase shares, check daily NAV or
obtain additional information.
Ticker Symbol
CUSIP
Fund Code
Retail Shares
EGFFX
0075W0742
2130
Institutional Shares
EGFIX
0075W0759
2131
Edgewood Growth Fund
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How to Sell Your Fund Shares
If you own your shares directly, you may sell your shares on any
Business Day by contacting the Fund’s transfer agent directly by mail
or telephone at 1-800-791-4226.
If you own your shares through an account with a broker or other
institution, contact that broker or institution to sell your shares. Your
broker or institution may charge a fee for its services in addition to the
fees charged by the Fund.
Certain redemption requests will require a signature guarantee by an
eligible guarantor institution. Eligible guarantors include commercial
banks, savings and loans, savings banks, trust companies, credit
unions, member firms of a national stock exchange, or any other
member or participant of an approved signature guarantor program.
For example, signature guarantees may be required if your address of
record has changed in the last 30 days, you want the proceeds sent to a
bank other than the bank of record on your account, or if you ask that
the proceeds be sent to a different person or address. Please note that
a notary public is not an acceptable provider of a signature guarantee
and that we must be provided with the original guarantee. Signature
guarantees are for the protection of our shareholders. Before it grants
a redemption request, the Fund may require a shareholder to furnish
additional legal documents to ensure proper authorization.
Accounts held by a corporation, trust, fiduciary or partnership, may
require additional documentation along with a signature guaranteed
letter of instruction. The Fund participates in the Paperless Legal
Program (the “Program”), which eliminates the need for accompanying
paper documentation on legal securities transfers. Requests received
with a Medallion Signature Guarantee will be reviewed for the proper
criteria to meet the guidelines of the Program and may not require
additional documentation. Please contact Shareholder Services at
1-800-791-4226 for more information.
The sale price will be the NAV next-determined after the Fund receives
your request in proper form.
24
By Mail
To redeem shares by mail, please send a letter to the Fund signed by
all registered parties on the account specifying:
•
•
•
•
•
•
The Fund name;
The account number;
The dollar amount or number of shares you wish to redeem;
The account name(s);
The share class; and
The address to which redemption (sale) proceeds should be sent.
All registered shareholders must sign the letter in the exact name(s)
in which their account is registered and must designate any special
capacity in which they are registered.
Regular Mail Address
Edgewood Growth Fund
P.O. Box 219009
Kansas City, MO 64121-9009
Express Mail Address
Edgewood Growth Fund
c/o DST Systems, Inc.
430 West 7th Street
Kansas City, MO 64105
The Fund does not consider the U.S. Postal Service or other
independent delivery services to be its agent. Therefore, deposit in the
mail or with such services of sell orders does not constitute receipt by
the Fund’s transfer agent. The share price used to fill the sell order is
the next price calculated by the Fund after the Fund’s transfer agent
receives the order in proper form at the P.O. Box provided for regular
mail delivery or the office address provided for express mail delivery.
By Telephone
To redeem shares by telephone, you must first establish the telephone
redemption privilege (and, if desired, the wire and ACH redemption
privileges) by completing the appropriate sections of the account
application. Call 1-800-791-4226 to redeem your shares. Based on
your instructions, the Fund will mail your proceeds to you or send
them to your bank by either Fed wire or ACH.
25
Retail Shares − By Systematic Withdrawal Plan (via ACH)
If your account balance is at least $10,000, you may transfer as little
as $100 per month from your account to another financial institution
through a Systematic Withdrawal Plan (via ACH). To participate in
this service, you must complete the appropriate sections of the account
application and mail it to the Fund.
Receiving Your Money
Normally, the Fund will send your sale proceeds within seven days
after the Fund receives your request. Your proceeds can be wired to
your bank account (may be subject to a $10 fee), sent to you by check
or sent via ACH to your bank account once you have established
banking instructions with the Fund. If you are selling shares that
were recently purchased by check or through ACH, redemption
proceeds may not be available until your check has cleared or
the ACH transaction has been completed (which may take up to
15 days from your date of purchase).
Redemptions In-Kind
The Fund generally pays sale (redemption) proceeds in cash. However,
under unusual conditions that make the payment of cash unwise and
for the protection of the Fund’s remaining shareholders the Fund
might pay all or part of your redemption proceeds in securities with
a market value equal to the redemption price (redemption in kind). It
is highly unlikely that your shares would ever be redeemed in kind,
but if they were you would have to pay transaction costs to sell the
securities distributed to you, as well as taxes on any capital gains from
the sale as with any redemption. In addition, you would continue to
be subject to the risks of any market fluctuation in the value of the
securities you receive in kind until they are sold.
Involuntary Redemptions of Your Shares
If your account balance drops below $1,000 because of redemptions,
you may be required to sell your shares. The Fund will provide you at
least 30 days’ written notice to give you time to add to your account
and avoid the involuntary redemption of your shares.
Suspension of Your Right to Sell Your Shares
The Fund may suspend your right to sell your shares during times
when trading on the NYSE is restricted or halted, or otherwise as
permitted by the SEC. More information about this is in the SAI.
26
Telephone Transactions
Purchasing and selling Fund shares over the telephone is extremely
convenient, but not without risk. Although the Fund has certain
safeguards and procedures to confirm the identity of callers and the
authenticity of instructions, the Fund is not responsible for any losses
or costs incurred by following telephone instructions it reasonably
believes to be genuine. If you or your financial institution transact
with the Fund over the telephone, you will generally bear the risk of
any loss.
DISTRIBUTION OF FUND SHARES
The Fund has adopted a distribution plan under the Investment
Company Act of 1940, as amended, for Retail Shares that allows
the Fund to pay distribution and/or service fees for the sale and
distribution of its shares, and for services provided to shareholders.
Because these fees are paid out of the Fund’s assets on an on-going
basis, over time these fees will increase the cost of your investment
and may cost you more than paying other types of sales charges. The
maximum annual 12b-1 fee for Retail Shares is 0.25% of the average
daily net assets of the Fund.
SHAREHOLDER SERVICING ARRANGEMENTS
The Fund may compensate financial intermediaries for providing
a variety of services to shareholders. Financial intermediaries
include affiliated or unaffiliated brokers, dealers, banks (including
bank trust departments), trust companies, registered investment
advisers, financial planners, retirement plan administrators,
insurance companies, and any other institution having a service,
administration, or any similar arrangement with the Fund, its service
providers or their respective affiliates. This section and the following
section briefly describe how financial intermediaries may be paid for
providing these services.
The Fund generally pays financial intermediaries a fee that is based
on the assets of the Fund that are attributable to investments by
customers of the financial intermediary. The services for which
financial intermediaries are compensated may include recordkeeping, transaction processing for shareholders’ accounts and other
shareholder services. In addition to these payments, your financial
intermediary may charge you account fees, transaction fees for
buying or redeeming shares of the Fund, or other fees for servicing
your account. Your financial intermediary should provide a schedule
of its fees and services to you upon request.
27
The Fund has adopted a shareholder servicing plan for Retail Shares
that provides that the Fund may pay financial intermediaries for
shareholder services in an annual amount not to exceed 0.25%
based on the average daily net assets of the Fund. The Fund does
not pay these service fees on shares purchased directly. In addition
to payments made directly to financial intermediaries by the Fund,
the Adviser or its affiliates may, at their own expense, pay financial
intermediaries for these and other services to Fund shareholders, as
described in the section below.
PAYMENTS TO FINANCIAL INTERMEDIARIES
From time to time, the Adviser and/or its affiliates, in their discretion,
may make payments to certain affiliated or unaffiliated financial
intermediaries to compensate them for the costs associated with
distribution, marketing, administration and shareholder servicing
support for the Fund. These payments may be in addition to any
Rule 12b-1 fees and/or shareholder servicing payments that are
reflected in the fee table section of this prospectus. These payments
are sometimes characterized as “revenue sharing” payments and
are made out of the Adviser’s and/or its affiliates’ own legitimate
profits or other resources, and are not paid by the Fund. A financial
intermediary may provide these services with respect to Fund shares
sold or held through programs such as retirement plans, qualified
tuition programs, fund supermarkets, fee-based advisory or wrap fee
programs, bank trust programs, and insurance (e.g., individual or
group annuity) programs. In addition, financial intermediaries may
receive payments for making shares of the Fund available to their
customers or registered representatives, including providing the Fund
with “shelf space,” placing it on a preferred or recommended fund list,
or promoting the Fund in certain sales programs that are sponsored
by financial intermediaries. To the extent permitted by SEC and
Financial Industry Regulatory Authority (“FINRA”) rules and other
applicable laws and regulations, the Adviser and/or its affiliates may
pay or allow other promotional incentives or payments to financial
intermediaries. For more information please see “Payments to
Financial Intermediaries” in the SAI.
The level of payments to individual financial intermediaries varies
in any given year and may be negotiated on the basis of sales of
Fund shares, the amount of Fund assets serviced by the financial
intermediary or the quality of the financial intermediary’s relationship
with the Adviser and/or its affiliates. These payments may be more or
less than the payments received by the financial intermediaries from
28
other mutual funds and may influence a financial intermediary to
favor the sales of certain funds or share classes over others. In certain
instances, the payments could be significant and may cause a conflict
of interest for your financial intermediary. Any such payments will
not change the NAV or price of the Fund’s shares. Please contact your
financial intermediary for information about any payments it may
receive in connection with the sale of Fund shares or the provision of
services to Fund shareholders, as well as information about any fees
and/or commissions it charges.
OTHER POLICIES
Excessive Trading Policies and Procedures
The Fund is intended for long-term investment purposes only and
discourages shareholders from engaging in “market timing” or other
types of excessive short-term trading. This frequent trading into and
out of the Fund may present risks to the Fund’s long-term shareholders
and could adversely affect shareholder returns. The risks posed by
frequent trading include interfering with the efficient implementation
of the Fund’s investment strategies, triggering the recognition of
taxable gains and losses on the sale of Fund investments, requiring the
Fund to maintain higher cash balances to meet redemption requests,
and experiencing increased transaction costs.
In addition, because the Fund may invest in foreign securities
traded primarily on markets that close prior to the time the Fund
determines its NAV, the risks posed by frequent trading may have a
greater potential to dilute the value of Fund shares held by long-term
shareholders than funds investing exclusively in U.S. securities. In
instances where a significant event that affects the value of one or
more foreign securities held by the Fund takes place after the close
of the primary foreign market, but before the time that the Fund
determines its NAV, certain investors may seek to take advantage of
the fact that there will be a delay in the adjustment of the market
price for a security caused by this event until the foreign market
reopens (sometimes referred to as “price” or “time zone” arbitrage).
Shareholders who attempt this type of arbitrage may dilute the value
of their Fund’s shares if the price of the Fund’s foreign securities
does not reflect their fair value. Although the Fund has procedures
designed to determine the fair value of foreign securities for purposes
of calculating its NAV when such an event has occurred, fair value
pricing, because it involves judgments which are inherently subjective,
may not always eliminate the risk of price arbitrage.
29
The Fund’s service providers will take steps reasonably designed to
detect and deter frequent trading by shareholders pursuant to the
Fund’s policies and procedures described in this prospectus and
approved by the Board. For purposes of applying these policies,
the Fund’s service providers may consider the trading history of
accounts under common ownership or control. The Fund’s policies
and procedures include:
• Shareholders are restricted from making more than four “round
trips” into or out of the Fund over any rolling 12 month period.
If a shareholder exceeds this amount, the Fund and/or its service
providers may, at their discretion, reject any additional purchase
orders. The Fund defines a “round trip” as a purchase into the
Fund by a shareholder, followed by a subsequent redemption out of
the Fund, of an amount the Adviser reasonably believes would be
harmful or disruptive to the Fund.
• The Fund reserves the right to reject any purchase request by any
investor or group of investors for any reason without prior notice,
including, in particular, if the Fund or its Adviser reasonably
believes that the trading activity would be harmful or disruptive
to the Fund.
The Fund and/or its service providers seek to apply these policies to
the best of their abilities uniformly and in a manner they believe
is consistent with the interests of the Fund’s long-term shareholders.
The Fund does not knowingly accommodate frequent purchases
and redemptions by Fund shareholders. Although these policies are
designed to deter frequent trading, none of these measures alone nor
all of them taken together eliminate the possibility that frequent
trading in the Fund will occur. Systematic purchases and redemptions
are exempt from these policies.
Financial intermediaries (such as investment advisers and brokerdealers) often establish omnibus accounts in the Fund for their
customers through which transactions are placed. The Fund has
entered into “information sharing agreements” with these financial
intermediaries, which permit the Fund to obtain, upon request,
information about the trading activity of the intermediary’s customers
that invest in the Fund. If the Fund or its service providers identify
omnibus account level trading patterns that have the potential to be
detrimental to the Fund, the Fund or its service providers may, in their
sole discretion, request from the financial intermediary information
concerning the trading activity of its customers. Based upon a review
30
of that information, if the Fund or its service providers determine that
the trading activity of any customer may be detrimental to the Fund,
they may, in their sole discretion, request the financial intermediary
to restrict or limit further trading in the Fund by that customer. If
the Fund is not satisfied that the intermediary has taken appropriate
action, the Fund may terminate the intermediary’s ability to transact
in Fund shares. When information regarding transactions in the
Fund’s shares is requested by the Fund and such information is in
the possession of a person that is itself a financial intermediary to
a financial intermediary (an “indirect intermediary”), any financial
intermediary with whom the Fund has an information sharing
agreement is obligated to obtain transaction information from the
indirect intermediary or, if directed by the Fund, to restrict or
prohibit the indirect intermediary from purchasing shares of the
Fund on behalf of other persons.
The Fund and its service providers will use reasonable efforts to work
with financial intermediaries to identify excessive short-term trading
in omnibus accounts that may be detrimental to the Fund. However,
there can be no assurance that the monitoring of omnibus account
level trading will enable the Fund to identify or prevent all such
trading by a financial intermediary’s customers. Please contact your
financial intermediary for more information.
Customer Identification and Verification
To help the government fight the funding of terrorism and money
laundering activities, federal law requires all financial institutions to
obtain, verify, and record information that identifies each person who
opens an account.
What this means to you: When you open an account, the Fund will
ask your name, address, date of birth, and other information that
will allow the Fund to identify you. This information is subject to
verification to ensure the identity of all persons opening a mutual
fund account.
The Fund is required by law to reject your new account application if
the required identifying information is not provided.
In certain instances, the Fund is required to collect documents
to fulfill its legal obligation. Documents provided in connection
with your application will be used solely to establish and verify a
customer’s identity.
31
Attempts to collect the missing information required on the application
will be performed by either contacting you or, if applicable, your
broker. If this information cannot be obtained within a reasonable
timeframe established in the sole discretion of the Fund your
application will be rejected.
Upon receipt of your application in proper form (or upon receipt
of all identifying information required on the application), your
investment will be accepted and your order will be processed at the
NAV next-determined.
The Fund reserves the right to close or liquidate your account at the
NAV next-determined and remit proceeds to you via check if it is
unable to verify your identity. Attempts to verify your identity will
be performed within a reasonable timeframe established in the sole
discretion of the Fund.
Further, the Fund reserves the right to hold your proceeds until your
original check clears the bank, which may take up to 15 days from
the date of purchase. In such an instance, you may be subject to a
gain or loss on Fund shares and will be subject to corresponding tax
implications.
Anti-Money Laundering Program
Customer identification and verification is part of the Fund’s overall
obligation to deter money laundering under federal law. The Fund
has adopted an anti-money laundering compliance program designed
to prevent the Fund from being used for money laundering or the
financing of illegal activities. In this regard, the Fund reserves
the right to: (i) refuse, cancel or rescind any purchase order; (ii)
freeze any account and/or suspend account services; and/or (iii)
involuntarily close your account in cases of threatening conduct or
suspected fraudulent or illegal activity. These actions will be taken
when, in the sole discretion of Fund management, they are deemed
to be in the best interest of the Fund or in cases when the Fund is
requested or compelled to do so by governmental or law enforcement
authority. If your account is closed at the request of governmental
or law enforcement authority, you may not receive proceeds of the
redemption if the Fund is required to withhold such proceeds.
DIVIDENDS AND DISTRIBUTIONS
The Fund distributes its net investment income and makes
distributions of its net realized capital gains, if any, at least annually.
If you own Fund shares on the Fund’s record date, you will be entitled
to receive the distribution.
32
You will receive dividends and distributions in the form of additional
Fund shares unless you elect to receive payment in cash. To elect
cash payment, you must notify the Fund in writing prior to the date
of the distribution. Your election will be effective for dividends and
distributions paid after the Fund receives your written notice. To
cancel your election, simply send the Fund written notice.
TAXES
Please consult your tax advisor regarding your specific
questions about federal, state and local income taxes. Below is a
summary of U.S. federal income tax consequences of investing in the
Fund. This summary does not apply to shares held in an individual
retirement account or other tax-qualified plans, which are not subject
to current tax. Transactions relating to shares held in such accounts
may, however, be taxable at some time in the future. This summary is
based on current tax laws, which may change.
The Fund intends to distribute substantially all of its net investment
income and net realized capital gains, if any. The dividends and
distributions you receive, whether in cash or reinvested in additional
shares of the Fund may be subject to federal, state and local
taxation, depending upon your tax situation. Income distributions,
including distributions of net short-term capital gains but excluding
distributions of qualified dividend income, are generally taxable at
ordinary income tax rates. Long-term capital gains distributions and
distributions that are reported by the Fund as qualified dividend
income are generally taxable at the rates applicable to long-term
capital gains and currently set at a maximum tax rate for individuals
at 20% (lower rates apply to individuals in lower tax brackets). Once
a year the Fund (or its administrative agent) will send you a statement
showing the types and total amount of distributions you received
during the previous year.
You should note that if you purchase shares just before a distribution,
the purchase price would reflect the amount of the upcoming
distribution. In this case, you would be taxed on the entire amount
of the distribution received, even though, as an economic matter,
the distribution simply constitutes a return of your investment.
This is known as “buying a dividend” and should be avoided by
taxable investors.
Each sale of Fund shares may be a taxable event. For tax purposes,
an exchange of your Fund shares for shares of a different fund is the
same as a sale. The gain or loss on the sale of Fund shares generally
33
will be treated as a short-term capital gain or loss if you held the
shares for 12 months or less, or a long-term capital gain or loss if you
held the shares for longer.
Effective January 1, 2013, U.S. individuals with income exceeding
$200,000 ($250,000 if married and filing jointly) are subject to a
3.8% Medicare contribution tax on their “net investment income,”
including interest, dividends, and capital gains (including capital
gains realized on the sale or exchange of shares of the Fund).
The Fund (or its administrative agent) must report to the Internal
Revenue Service (“IRS”) and furnish to Fund shareholders cost basis
information for Fund shares purchased on or after January 1, 2012,
and sold on or after that date. In addition to reporting the gross
proceeds from the sale of Fund shares, the Fund (or its administrative
agent) is also required to report the cost basis information for such
shares and indicate whether these shares have a short-term or longterm holding period. For each sale of Fund shares, the Fund will
permit shareholders to elect from among several IRS-accepted cost
basis methods, including the average basis method. In the absence
of an election, the Fund will use the average basis method as the
default cost basis method. The cost basis method elected by the Fund
shareholder (or the cost basis method applied by default) for each sale
of Fund shares may not be changed after the settlement date of each
such sale of Fund shares. Fund shareholders should consult their tax
advisors to determine the best IRS-accepted cost basis method for
their tax situation and to obtain more information about cost basis
reporting. Shareholders also should carefully review any cost basis
information provided to them and make any additional basis, holding
period or other adjustments that are required when reporting these
amounts on their federal income tax returns.
To the extent that the Fund invests in foreign securities, it may be
subject to foreign withholding taxes with respect to dividends or
interest the Fund received from sources in foreign countries. If more
than 50% of the total assets of the Fund consist of foreign securities,
the Fund will be eligible to elect to treat some of those taxes as a
distribution to shareholders, which would allow shareholders to offset
some of their U.S. federal income tax. The Fund (or its administrative
agent) will notify you if it makes such an election and provide you
with the information necessary to reflect foreign taxes paid on your
income tax return.
More information about taxes is in the SAI.
34
FINANCIAL HIGHLIGHTS
The tables that follow present performance information about the
Institutional and Retail Shares of the Fund. This information is
intended to help you understand the Fund’s financial performance for
the past five fiscal years. Some of this information reflects financial
information for a single Fund share. The total returns in each table
represent the rate that you would have earned (or lost) on an investment
in the Fund, assuming you reinvested all of your dividends and
distributions. The information provided below has been audited by
Ernst & Young LLP, independent registered public accounting firm
of the Fund. The financial statements and the unqualified opinion
of Ernst & Young LLP are included in the 2014 Annual Report of
the Fund, which is available upon request by calling the Fund at
1-800-791-4226.
35
Edgewood Growth Fund (Institutional Shares)
Selected Per Share Data & Ratios
For a Share Outstanding Throughout Each Year
Year Ended October 31,
2013
2012
2011
2014
2010
Net Asset Value, Beginning of Year
Income (Loss) from Operations:
Net Investment Income (Loss)(1)
Net Realized and Unrealized Gain
Total from Operations
Distributions:
Net Investment Income
Net Realized Gain
Total Distributions
$17.46
$13.33
$11.86
$10.90
$9.32
(0.04)
4.16
4.12
(0.01)
4.17
4.16
—
1.47
1.47
(0.04)
1.00
0.96
(0.04)
1.62
1.58
—
(0.23)
(0.23)
(0.03)
—
(0.03)
—
—
—
—
—
—
—
—
—
Net Asset Value, End of Year
$21.35
$17.46
$13.33
$11.86
$10.90
Total
Return†
Ratios and Supplemental Data
Net Assets, End of Year
(Thousands)
Ratio of Expenses to Average
Net Assets
Ratio of Expenses to Average
Net Assets (Excluding Waivers
and Fees Paid Indirectly) Ratio of Net Investment Income
(Loss) to Average Net Assets
Portfolio Turnover Rate
23.89%
31.24%
12.39%
8.81%
16.95%
$3,403,172 $2,348,570 $1,651,696 $1,230,687
$829,040
1.00%
1.00%
1.00%
1.00%
1.00%
1.10%
1.11%
1.13%
1.15%
1.14%
(0.20)%
41%
(0.06)%
40%
0.01%
38%
(0.37)%
39%
(0.36)%
75%
†
Total return would have been lower had certain expenses not been waived and assumed by the
Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder
would pay on Fund distributions or the redemption of Fund shares.
(1) Calculated using average shares.
Amounts designated as “—” are $0 or have been rounded to $0.
36
Edgewood Growth Fund (Retail Shares)
Selected Per Share Data & Ratios
For a Share Outstanding Throughout Each Year
Year Ended October 31,
2013
2012
2011
2014
2010
Net Asset Value, Beginning of Year
Income (Loss) from Operations:
Net Investment Loss(1)
Net Realized and Unrealized Gain
Total from Operations
Distributions:
Net Investment Income
Net Realized Gain
Total Distributions
$17.13
$13.03
$11.61
$10.70
$9.15
(0.10)
4.11
4.01
(0.07)
4.17
4.10
(0.05)
1.47
1.42
(0.09)
1.00
0.91
(0.07)
1.62
1.55
—
(0.23)
(0.23)
—
—
—
—
—
—
—
—
—
—
—
—
Net Asset Value, End of Year $20.91
$17.13
$13.03
$11.61
$10.70
Total
Return†
Ratios and Supplemental Data
Net Assets, End of Year
(Thousands)
Ratio of Expenses to Average
Net Assets
Ratio of Expenses to Average
Net Assets (Excluding Waivers
and Fees Paid Indirectly)
Ratio of Net Investment Loss to
Average Net Assets
Portfolio Turnover Rate
23.71%
31.47%
12.23%
$211,175
$164,324
$122,930
$77,239
$94,010
1.35%
1.41%
1.39%
1.40%
1.38%
1.45%
1.53%
1.52%
1.55%
1.53%
(0.53)%
41%
(0.45)%
40%
(0.37)%
38%
(0.76)%
39%
(0.74)%
75%
†
8.50%
16.94%
Total return would have been lower had certain expenses not been waived and assumed by the
Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder
would pay on Fund distributions or the redemption of Fund shares.
(1) Calculated using average shares.
37
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Edgewood Growth Fund
Privacy Notice
This information is not part of the prospectus
The Edgewood Growth Fund (the Fund) recognizes and respects the privacy
concerns of its customers. The Fund collects non-public personal information
about you in the course of doing business with shareholders and investors. “Nonpublic personal information” is personally identifiable financial information about
you. For example, it includes information regarding your social security number,
account balance, bank account information and purchase and redemption history.
THE FUND COLLECTS THIS
INFORMATION FROM THE FOLLOWING
SOURCES:
• Information we receive from you on
applications or other forms;
• Information about your transactions
with us and our service providers, or
others;
• Information we receive from
consumer reporting agencies
(including credit bureaus).
WHAT INFORMATION THE FUND
DISCLOSES AND TO WHOM THE FUND
DISCLOSES INFORMATION.
The Fund only discloses non-public personal information the Fund collects about
shareholders as permitted by law. For example, the Fund may disclose non-public
personal information about shareholders
to non-affiliated third parties such as:
• To government entities, in response to
subpoenas or to comply with laws or
regulations;
• When you, the customer, direct
the Fund to do so or consent to the
disclosure;
• To companies that perform necessary
services for the Fund, such as data
processing companies that the Fund
uses to process your transactions or
maintain your account;
• To protect against fraud, or to collect
unpaid debts.
INFORMATION ABOUT FORMER
CUSTOMERS.
If you decide to close your account(s) or
become an inactive customer, we will adhere to the privacy policies and practices
described in this notice.
HOW THE FUND SAFEGUARDS
INFORMATION.
The Fund conducts its business affairs
through trustees, officers and third parties that provide services pursuant to
agreements with the Fund (for example,
the service providers described above).
The Fund does not have any employees.
We restrict access to your personal and
account information to those persons who
need to know that information in order
to provide services to you. The Fund or
its service providers maintain physical,
electronic and procedural safeguards that
comply with federal standards to guard
your non-public personal information.
CUSTOMERS OF OTHER FINANCIAL
INSTITUTIONS.
In the event that you hold shares of the
Fund through a financial intermediary,
including, but not limited to, a broker-dealer, bank or trust company, the
privacy policy of your financial intermediary will govern how your non-public
personal information will be shared with
non-affiliated third parties by that entity.
QUESTIONS
Should you have any questions regarding
the Fund’s Privacy Policy, please contact
the Edgewood Growth Fund at
1-800-791-4226
THE ADVISORS’ INNER CIRCLE FUND
EDGEWOOD GROWTH FUND
Investment Adviser
Edgewood Management LLC
535 Madison Avenue, 15th Floor
New York, New York 10022
Distributor
SEI Investments Distribution Co.
One Freedom Valley Drive
Oaks, Pennsylvania 19456
Legal Counsel
Morgan, Lewis & Bockius LLP
More information about the Fund is available, without charge, through the following:
Statement of Additional Information (“SAI”): The SAI, dated March 1, 2015,
includes detailed information about the Fund and The Advisors’ Inner Circle
Fund. The SAI is on file with the U.S. Securities and Exchange Commission
(“SEC”) and is incorporated by reference into this prospectus. This means that
the SAI, for legal purposes, is a part of this prospectus.
Annual and Semi-Annual Reports: These reports list the Fund’s holdings
and contain information from the Adviser about strategies and recent market
conditions and trends and their impact on Fund performance. The reports also
contain detailed financial information about the Fund.
To Obtain an SAI or Annual or Semi-Annual Report or More Information:
By Telephone:1-800-791-4226
By Mail:
Edgewood Growth Fund
P.O. Box 219009
Kansas City, MO 64121-9009
By Internet:www.edgewoodfunds.com
From The SEC: You can also obtain the SAI, the Annual and Semi-Annual
Reports, as well as other information about The Advisors’ Inner Circle Fund,
from the EDGAR Database on the SEC’s website at: http://www.sec.gov. You may
review and copy documents at the SEC Public Reference Room in Washington,
DC (for information on the operation of the Public Reference Room, call 202551-8090). You may request documents by mail from the SEC, upon payment
of a duplicating fee, by writing to: U.S. Securities and Exchange Commission,
Public Reference Section, Washington, DC 20549-1520. You may also obtain this
information, upon payment of a duplicating fee, by e-mailing the SEC at the
following address: [email protected].
The Trust’s Investment Company Act registration number is 811-06400.
EMC-PS-001-1100